📈 Mastering Corporate Restructuring & Tax in Sri Lanka

Sri Lanka’s evolving regulatory landscape demands a deep, dual understanding of legal instruments and strategic tax planning to execute successful corporate reorganisations. • The Regulatory Toolkit Practitioners must navigate multiple statutes, including the Companies Act No. 07 of 2007, the Foreign Exchange Act, and the Securities and Exchange Commission Act. These frameworks govern vital activities like share issues, capital reductions, amalgamations, and cross-border transactions. • Managing Financial Distress The newly introduced Rescue, Rehabilitation and Insolvency Act, No. 12 of 2026 provides a specialized framework for companies under stress. It offers court-sanctioned statutory moratoria, debt-to-equity conversions, and asset disposals, while granting super-priority status to APIT (Advance Personal Income Tax) obligations post-insolvency. • The Critical Tax Dimension Tax considerations dictate the ultimate success of any restructuring. Every tool—whether an amalgamation or an in-specie distribution—carries distinct implications for income tax, capital gains, transfer pricing, stamp duty, and VAT. Integrating tax planning from the outset is vital to avoid converting sound commercial transactions into costly liabilities.